SC 13G/A: ClearPoint Neuro, Inc.

AI Summary

SC 13G/A filing by ClearPoint Neuro, Inc..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie

Filing Documents

• sc13ga410022clpt_11082024.htm (SC 13G/A) — 225KB
• 0000921895-24-002527.txt ( ) — 227KB

(a). Name of Issuer

Item 1(a). Name of Issuer: ClearPoint Neuro, Inc., a Delaware corporation (the “Issuer”).

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: 120 S. Sierra Avenue Suite 100 Solana Beach, CA 92075

(a). Name of Person Filing

Item 2(a). Name of Person Filing

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence

(c). Citizenship

Item 2(c). Citizenship Bigger Capital Fund, LP (“Bigger Capital”) 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: Delaware Bigger Capital Fund GP, LLC (“Bigger GP”) 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: Delaware District 2 Capital Fund LP (“District 2 CF”) 175 W. Carver Street Huntington, NY 11743 Citizenship: Delaware District 2 Capital LP (“District 2”) 175 W. Carver Street Huntington, NY 11743 Citizenship: Delaware District 2 GP LLC (“District 2 GP”) 175 W. Carver Street Huntington, NY 11743 Citizenship: Delaware District 2 Holdings LLC (“District 2 Holdings”) 175 W. Carver Street Huntington, NY 11743 Citizenship: Delaware Michael Bigger 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: USA Patricia Winter 2250 Red Springs Drive Las Vegas, NV 89135 Citizenship: Austria Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” 10 CUSIP No. 55347P209

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Common Stock, $0.01 par value (the “Common Stock”).

(e). CUSIP Number

Item 2(e). CUSIP Number: 55347P209

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: /x/ Not applicable. (a) / / Broker or dealer registered under Section 15 of the Exchange Act. (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act. (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) / / Investment company registered under Section 8 of the Investment Company Act. (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) / / A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). (k) / / Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____

Ownership

Item 4. Ownership (a) Amount beneficially owned: As of November 7, 2024, Bigger Capital beneficially owned 1,106,827 shares of Common Stock. 11 CUSIP No. 55347P209 Bigger GP, as the general partner of Bigger Capital, may be deemed to beneficially own the 1,106,827 shares of Common Stock beneficially owned by Bigger Capital. As of November 7, 2024, District 2 CF beneficially owned 418,402 shares of Common Stock. District 2, as the investment manager of District 2 CF, may be deemed to beneficially own the 418,402 shares of Common Stock beneficially owned by District 2 CF. District 2 GP, as the general partner of District 2 CF, may be deemed to beneficially own the 418,402 shares of Common Stock beneficially owned by District 2 CF. District 2 Holdings, as the managing member of District 2 GP, may be deemed to beneficially own the 418,402 shares of Common Stock beneficially owned by District 2 CF. Mr. Bigger, as the managing member of Bigger GP and the managing member of District 2 Holdings, may be deemed to beneficially own the (i) 1,106,827 shares of Common Stock beneficially owned by Bigger Capital and (ii) 418,402 shares of Common Stock beneficially owned by District 2 CF. Mr. Bigger also may be deemed the beneficial owner of 162,000 shares of Common Stock owned by his spouse Patricia Winter and an aggregate of 318,000 shares of Common Stock held by the sons of Mr. Bigger. In addition, Mr. Bigger owns 40,692 shares of Common Stock in his IRA account. Ms. Winter holds 162,000 shares. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of Bigger GP and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by Bigger Capital. Each of District 2, District 2 GP, District 2 Holdings and Mr. Bigger disclaims beneficial ownership of the shares of Common Stock beneficially owned by Distr

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. Not Applicable.

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Bigger GP and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by Bigger Capital. District 2, District 2 GP, District 2 Holdings and Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by District 2 CF. Mr. Bigger may be deemed to share voting and dispositive power over the shares of Common Stock held by Ms. Winter and the sons of Mr. Bigger.

Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the

Item 7. Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not Applicable.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. See Exhibit 99.1. Previously Filed.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable.

Certifications

Item 10. Certifications. By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 13 CUSIP No. 55347P209 SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November 8, 2024 Bigger Capital Fund, LP Bigger Capital Fund GP, LLC By: Bigger Capital Fund GP, LLC, its general partner By: /s/ Michael Bigger Michael Bigger By: /s/ Michael Bigger Managing Member Michael Bigger Managing Member District 2 Capital LP District 2 Capital Fund LP By: /s/ Michael Bigger Michael Bigger By: District 2 GP LLC, its general partner Managing Member By: /s/ Michael Bigger Michael Bigger District 2 Holdings LLC Managing Member By: /s/ Michael Bigger Michael Bigger District 2 GP LLC Managing Member By: /s/ Michael Bigger Michael Bigger /s/ Michael Bigger Managing Member Michael Bigger /s/ Patricia Winter PATRICIA WINTER 14

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